HomeMy WebLinkAboutHinderliter, deLlamas and Associates - 2010-05-17CONTRACTS SUBMITTAL TO 2 010 Mi,! Y 18 R] 1: 10
CITY CLERK'S OFFICE
IL
To: JOAN FLYNN, City Clerk
Name of Contractor: Hinderliter, deLlamas and Associates
Purpose of Contract: For Example: Audit Services or Water Quality Testing Huntington Lake —Huntington Central Park
Municipal Sales Tax and Use Tax Services
Amount of Contract: $25,000.00
Copy of contract distributed to: The original insurance certificate/waiver distributed
Initiating Dept. to Risk Management F-1
Finance Dept. ❑ ORIGINAL bonds sent to Treasurer F-1
j_
Kane/—Exte`nsion
City Attorney's Office
G:AttyMise/Contract Forms/City Clerk Transmittal
Date: 1-15 11,01,1D
M
PROFESSIONAL SERVICES CONTRACT BETWEEN
THE CITY OF HUNTINGTON BEACH AND
Hinderliter, de Llamas and Associates
FOR
Municipal Sales Tax and use Tax Services
Table of Contents
1
Scope of Services.....................................................................................................1
2
City Staff Assistance................................................................................................2
3
Term; Time of Performance.....................................................................................2
4
Compensation..........................................................................................................2
5
Extra Work...............................................................................................................2
6
Method of Payment..................................................................................................3
7
Disposition of Plans, Estimates and Other Documents...........................................3
8
Hold Harmless.........................................................................................................3
9
Professional Liability Insurance.............................................................................4
10
Certificate of Insurance............................................................................................5
11
Independent Contractor............................................................................................6
12
Termination of Agreement.......................................................................................6
13
Assignment and Delegation......................................................................................6
14
Copyrights/Patents...................................................................................................7
15
City Employees and Officials..................................................................................7
16
Notices.........................................................................................7
17
Consent....................................................................................................................8
18
Modification.............................................................................................................8
19
Section Headings.....................................................................................................8
20
Interpretation of this Agreement..............................................................................8
21
Duplicate Original....................................................................................................9
22
Immigration............................................................................................................... 9
23
Legal Services Subcontracting Prohibited................................................................9
24
Attorney's Fees..........................................................................................................10
25
Survival.....................................................................................................................10
26
Governing Law.........................................................................................................10
27
Signatories.................................................................................................................10
28
Entirety......................................................................................................................10
29
Effective Date.................................................................................
I I
PROFESSIONAL SERVICES CONTRACT BETWEEN
THE CITY OF HUNTINGTON BEACH AND
Hinderliter, de Llamas and Associates
FOR
Municipal Sales Tax and use Tax Services
THIS AGREEMENT ("Agreement") is made and entered into by and between the City of
Huntington Beach, a municipal corporation of the State of California, hereinafter referred to as
Hinderliter, de Llamas
"CITY, and and Associates a California Corporation hereinafter referred
to as "CONSULTANT."
WHEREAS, CITY desires to engage the services of a consultant to
provide Municipal Sales Tax and Use Tax Services ;and
Pursuant to documentation on file in the office of the City Clerk, the provisions of the
Huntington Beach Municipal Code, Chapter 3.03, relating to procurement of professional service
contracts have been complied with; and
CONSULTANT has been selected to perform these services,
NOW, THEREFORE, it is agreed by CITY and CONSULTANT as follows:
1. SCOPE OF SERVICES
CONSULTANT shall provide all services as described in Exhibit "A," which is
attached hereto and incorporated into this Agreement by this reference. These services shall
sometimes hereinafter be referred to as the "PROJECT."
CONSULTANT hereby designates Lloyd de Llamas
who shall
represent it and be its sole contact and agent in all consultations with CITY during the
performance of this Agreement.
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2. CITY STAFF ASSISTANCE
CITY shall assign a staff coordinator to work directly with CONSULTANT in the
performance of this Agreement.
3. TERM; TIME OF PERFORMANCE
Time is of the essence of this Agreement. The services of CONSULTANT are to
commence on 1441 41 17 , 2010 (the "Commencement Date"). This Agreement
shall automatically terminate three (3) years from the Commencement Date, unless extended or
sooner terminated as provided herein. All tasks specified in Exhibit "A" shall be completed no
later than 12 months from the Commencement Date. The time for performance
of the tasks identified in Exhibit "A" are generally to be shown in Exhibit "A." This schedule
may be amended to benefit the PROJECT if mutually agreed to in writing by CITY and
CONSULTANT.
In the event the Commencement Date precedes the Effective Date,
CONSULTANT shall be bound by all terms and conditions as provided herein.
4. COMPENSATION
In consideration of the performance of the services described herein, CITY agrees
to pay CONSULTANT on a time and materials basis at the rates specified in Exhibit "E,"
which is attached hereto and incorporated by reference into this Agreement, a fee, including all
costs and expenses, not to exceed Twenty Five Thousand Dollars
($ 25,000.00
5. EXTRA WORK
In the event CITY requires additional services not included in Exhibit "A" or
changes in the scope of services described in Exhibit "A," CONSULTANT will undertake such
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work only after receiving written authorization from CITY. Additional compensation for such
extra work shall be allowed only if the prior written approval of CITY is obtained.
6. METHOD OF PAYMENT
CONSULTANT shall be paid pursuant to the terms of Exhibit "B."
7. DISPOSITION OF PLANS, ESTIMATES AND OTHER DOCUMENTS
CONSULTANT agrees that title to all materials prepared hereunder, including,
without limitation, all original drawings, designs, reports, both field and office notices,
calculations, computer code, language, data or programs, maps, memoranda, letters and other
documents, shall belong to CITY, and CONSULTANT shall turn these materials over to CITY
upon expiration or termination of this Agreement or upon PROJECT completion, whichever
shall occur first. These materials may be used by CITY as it sees fit.
8. HOLD HARMLESS
CONSULTANT hereby agrees to protect, defend, indemnify and hold harmless
CITY, its officers, elected or appointed officials, employees, agents and volunteers from and
against any and all claims, damages, losses, expenses, judgments, demands and defense costs
(including, without limitation, costs and fees of litigation of every nature or liability of any kind
or nature) arising out of or in -connection with CONSULTANT's (or CONSULTANT's
subcontractors, if any) negligent (or alleged negligent) performance of this Agreement or its
failure to comply with any of its obligations contained in this Agreement by CONSULTANT, its
officers, agents or employees except such loss or damage which was caused by the sole
negligence or willful misconduct of CITY. CONSULTANT will conduct all defense at its sole
cost and expense and CITY shall approve selection of CONSULTANT's counsel. This
indemnity shall apply to all claims and liability regardless of whether any insurance policies are
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applicable. The policy limits do not act as limitation upon the amount of indemnification to be
provided by CONSULTANT.
9. PROFESSIONAL LIABILITY INSURANCE
CONSULTANT shall obtain and furnish to CITY a professional liability
insurance policy covering the work performed by it hereunder. This policy shall provide
coverage for CONSULTANT's professional liability in an amount not less than One Million
Dollars ($1,000,000.00) per occurrence and in the aggregate. The above -mentioned insurance
shall not contain a self -insured retention without the express written consent of CITY; however
an insurance policy "deductible" of Ten Thousand Dollars ($10,000.00) or less is permitted. A
claims -made policy shall be acceptable if the policy further provides that:
A. The policy retroactive date coincides with or precedes the initiation of the
scope of work (including subsequent policies purchased as renewals or
replacements).
B. CONSULTANT shall notify CITY of circumstances or incidents that
might give rise to future claims.
CONSULTANT will make every effort to maintain similar insurance during the
required extended period of coverage following PROJECT completion. If insurance is
terminated for any reason, CONSULTANT agrees to purchase an extended reporting provision
of at least two (2) years to report claims arising from work performed in connection with this
Agreement.
If CONSULTANT fails or refuses to produce or maintain the insurance required
by this section or fails or refuses to furnish the CITY with required proof that insurance has been
procured and is in force and paid for, the CITY shall have the right, at the CITY's election, to
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forthwith terminate this Agreement. Such termination shall not affect Consultant's right to be
paid for its time and materials expended prior to notification of termination. CONSULTANT
waives the right to receive compensation and agrees to indemnify the CITY for any work
performed prior to approval of insurance by the CITY.
10. CERTIFICATE OF INSURANCE
Prior to commencing performance of the work hereunder, CONSULTANT shall
furnish to CITY a certificate of insurance subject to approval of the City Attorney evidencing the
foregoing insurance coverage as required by this Agreement; the certificate shall:
A. provide the name and policy number of each carrier and policy;
B. state that the policy is currently in force; and
C. shall promise that such policy shall not be suspended, voided or canceled
by either party, reduced in coverage or in limits except after thirty (30)
days' prior written notice; however, ten (10) days' prior written notice in
the event of cancellation for nonpayment of premium.
CONSULTANT shall maintain the foregoing insurance coverage in force until the
work under this Agreement is fully completed and accepted by CITY.
The requirement for carrying the foregoing insurance coverage shall not derogate
from CONSULTANT's defense, hold harmless and indemnification obligations as set forth in
this Agreement. CITY or its representative shall at all times have the right to demand the
original or a copy of the policy of insurance. CONSULTANT shall pay, in a prompt and timely
manner, the premiums on the insurance hereinabove required.
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11. INDEPENDENT CONTRACTOR
CONSULTANT is, and shall be, acting at all times in the performance of this
Agreement as an independent contractor herein and not as an employee of CITY.
CONSULTANT shall secure at its own cost and expense, and be responsible for any and all
payment of all taxes, social security, state disability insurance compensation, unemployment
compensation and other payroll deductions for CONSULTANT and its officers, agents and
employees and all business licenses, if any, in connection with the PROJECT and/or the services
to be performed hereunder.
12. TERMINATION OF AGREEMENT
All work required hereunder shall be performed in a good and workmanlike
manner. CITY may terminate CONSULTANT's services hereunder at any time with or without
cause, and whether or not the PROJECT is fully complete. Any termination of this Agreement
by CITY shall be made in writing, notice of which shall be delivered to CONSULTANT as
provided herein. In the event of termination, all finished and unfinished documents, exhibits,
report, and evidence shall, at the option of CITY, become its property . and shall be promptly
delivered to it by CONSULTANT.
13. ASSIGNMENT AND DELEGATION
This Agreement is a personal service contract and the work hereunder shall not be
assigned, delegated or subcontracted by CONSULTANT to any other person or entity without
the prior express written consent of CITY. If an assignment, delegation or subcontract is
approved, all approved assignees, delegates and subconsultants must satisfy the insurance
requirements as set forth in Sections 9 and 10 hereinabove.
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14. COPYRIGHTS/PATENTS
CITY shall own all rights to any patent or copyright on any work, item or material
produced as a result of this Agreement.
15. CITY EMPLOYEES AND OFFICIALS
CONSULTANT shall employ no CITY official nor any regular CITY employee
in the work performed pursuant to this Agreement. No officer or employee of CITY shall have
any financial interest in this Agreement in violation of the applicable provisions of the California
Government Code.
16. NOTICES
Any notices, certificates, or other communications hereunder shall be given either
by personal delivery to CONSULTANT's agent (as designated in Section 1 hereinabove) or to
CITY as the situation shall warrant, or by enclosing the same in a sealed envelope, postage
prepaid, and depositing the same in the United States Postal Service, to the addresses specified
below. CITY and CONSULTANT may designate different addresses to which subsequent
notices, certificates or other communications will be sent by notifying the other party via
personal delivery, a reputable overnight carrier or U. S. certified mail -return receipt requested:
TO CITY:
City of Huntington Beach
ATTN: Bob Wingenroth
2000 Main Street
Huntington Beach, CA 92648
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TO CONSULTANT:
Hinderliter, de Llamas and Associates
Attn: Lloyd de Llamas
1340 Valley Vista Drive,Suite 200
Diamond Bar, CA 91765-3913
17. CONSENT
When CITY's consent/approval is required under this Agreement, its
consent/approval for one transaction or event shall not be deemed to be a consent/approval to
any subsequent occurrence of the same or any other transaction or event.
18. MODIFICATION
No waiver or modification of any language in this Agreement shall be valid
unless in writing and duly executed by both parties.
19. SECTION HEADINGS
The titles, captions, section, paragraph and subject headings, and descriptive
phrases at the beginning of the various sections in this Agreement are merely descriptive and are
included solely for convenience of reference only and are not representative of matters included
or excluded from such provisions, and do not interpret, define, limit or describe, or construe the
intent of the parties or affect the construction or interpretation of. any provision of this
Agreement.
20. INTERPRETATION OF THIS AGREEMENT
The language of all parts of this Agreement shall in all cases be construed as a
whole, according to its fair meaning, and not strictly for or against any of the parties. If any
provision of this Agreement is held by an arbitrator or court of competent jurisdiction to be
unenforceable, void, illegal or invalid, such holding shall not invalidate or affect the remaining
covenants and provisions of this Agreement. No covenant or provision shall be deemed
dependent upon any other unless so expressly provided here. As used in this Agreement, the
masculine or neuter gender and singular or plural number shall be deemed to include the other
whenever the context so indicates or requires. Nothing contained herein shall be construed so as
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to require the commission of any act contrary to law, and wherever there is any conflict between
any provision contained herein and any present or future statute, law, ordinance or regulation
contrary to which the parties have no right to contract, then the latter shall prevail, and the
provision of this Agreement which is hereby affected shall be curtailed and limited only to the
extent necessary to bring it within the requirements of the law.
21. DUPLICATE ORIGINAL
The original of this Agreement and one or more copies hereto have been prepared
and signed in counterparts as duplicate originals, each of which so executed shall, irrespective of
the date of its execution and delivery, be deemed an original. Each duplicate original shall be
deemed an original instrument as against any party who has signed it.
22. IMMIGRATION
CONSULTANT shall be responsible for full compliance with the immigration
and naturalization laws of the United States and shall, in particular, comply with the provisions
of the United States Code regarding employment verification.
23. LEGAL SERVICES SUBCONTRACTING PROHIBITED
CONSULTANT and CITY agree that CITY is not liable for payment of any
subcontractor work involving legal services, and that such legal services are expressly outside
the scope of services contemplated hereunder. CONSULTANT understands that pursuant to
Huntington Beach City Charter Section 309, the City Attorney is the exclusive legal counsel for
CITY; and CITY shall not be liable for payment of any legal services expenses incurred by
CONSULTANT.
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24. ATTORNEY'S FEES
In the event suit is brought by either party to construe, interpret and/or enforce the
terms and/or provisions of this Agreement or to secure the performance hereof, each party shall
bear its own attorney's fees, such that the prevailing party shall not be entitled to recover its
attorney's fees from the nonprevailing party.
25. SURVIVAL
Terms and conditions of this Agreement, which by their sense and context survive
the expiration or termination of this Agreement, shall so survive.
26. GOVERNING LAW
This Agreement shall be governed and construed in accordance with the laws of
the State of California.
27. SIGNATORIES
Each undersigned represents and warrants that its signature hereinbelow has the
power, authority and right to bind their respective parties to each of the terms of this Agreement,
and shall indemnify CITY fully for any injuries or damages to CITY in the event that such
authority or power is not, in fact, held by the signa or is withdrawn.
CONSULTANT's initials
28. ENTIRETY
The parties acknowledge and agree that they are entering into this Agreement
freely and voluntarily following extensive arm's length negotiation, and that each has had the
opportunity to consult with legal counsel prior to executing this Agreement. The parries also
acknowledge and agree that no representations, inducements, promises, agreements or
warranties, oral or otherwise, have been made by that party or anyone acting on that party's
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behalf, which are not embodied in this Agreement, and that that party has not executed this
Agreement in reliance on any representation, inducement, promise, agreement, warranty, fact or
circumstance not expressly set forth in this Agreement. This Agreement, and the attached
exhibits, contain the entire agreement between the parties respecting the subject matter of this
Agreement, and supersede all prior understandings and agreements whether oral or in writing
between the parties respecting the subject matter hereof.
29. EFFECTIVE DATE
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be
executed by and through their authorized officers. This Agreement shall be effective on the date
of its approval by the City Attorney. This Agreement shall expire when terminated as provided
herein.
CONSULTANT,
Hinderliter, de Llamas and Associates
COMPANY NAME
By:
/@
print name
ITS: (circle one) Chairman/ resident/ President
AND
By:
prin name
ITS: (circle one) Secretary/ hief. financial Office /Asst.
Secretary — Treasurer
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CITY OF HUNTINGTON BEACH,
a municipal corporation of the State of
California
Director4Ghie€-
(Pursuant To HBMC §3.03.100)
APPROVED AS TO FORM:
(-'I..-- City Attorney
Date "s:> / -2 112
EXHIBIT "A"
A. STATEMENT OF WORK: (Narrative of work to be performed)
The City desires the provision of services that include report generation and data analysis necessary to
effectively manage the City's municipal sales tax base as well as recover revenues erroneously allocated
to other jurisdictions.
B. CONSULTANT'S DUTIES AND RESPONSIBILITIES:
1) SALES AND USE TAX INFORMATION SERVICES & ECONOMICANALYSIS
a) Provide a user-friendly software program accessible to City staff with an electronic database
of the City's sales and use tax data. The software and database would be used to facilitate
monitoring, analysis and forecasting of sales and use tax revenue. The database will include
the following features at a minimum:
i) All sales tax producers in the City of Huntington Beach, including business name,
address, State Board of Equalization (SBOE) account number and current (e.g.,
quarterly) and historical sales tax allocations.
ii) Ability for the City to create and maintain subsets of the information based on
geographic features.
iii) Ability to define and print reports by business type and/or category.
iv) Ability to export all data to a spreadsheet.
b) Provide training to City staff on the use of the software program described above.
c) Provide written sales tax reports on a fiscal year quarterly basis to the City in a timely
manner, following the receipt of the quarterly distribution report. Such reports would be
provided during a quarterly meeting at the City with key Finance and Economic Development
Department personnel. The reports should include, but not be limited to, the following:
i) Historical sales and use tax revenue trends of major industry groups within the City of
Huntington Beach.
ii) Top sales tax generators ranked by the amount of sales and use tax produced.
iii) Analysis of sales trends by business category, identifying by business the major
increases and decreases each quarter (i.e., largest deviating businesses).
iv) Comparisons to other local, county and state jurisdictions.
v) Sales and use tax projections updated quarterly.
vi) Sales tax revenue by geographic area
vii) Information regarding state and federal legislative issues, including an analysis of their
potential impact on the City of Huntington Beach.
viii) Creation and provision of a non -confidential newsletter in electronic format (e.g., *.pdf
or similar electronic format) each quarter for the City suitable for public dissemination.
ix) Other reports as mutually agreed upon.
d) Provision of assistance with sales and use tax revenue trends, analysis and related questions
throughout the fiscal year; consultation on projections of sales and use tax revenue during the
City's annual budget development process.
3/31/10 1 of 3
EXHIBIT "A"
2) REVENUE RECOVERYAND REPORTING
a) Identify the specific procedures you will use to detect, correct, and recover misallocated
revenue for the City of Huntington Beach, including, but not limited to:
i) Identify and correct the sales/use tax reporting errors of businesses within the City that
are not properly registered based on their business activities in the City.
ii) Identify and correct the reporting of businesses that are improperly reporting tax to
state and county pools (i.e. classifying sales tax as use tax), thereby depriving the City
of sales tax revenue.
iii) Detect, document and correct sales/use tax reports errors and omissions in order to
generate new, previously unrealized, revenue for the City.
iv) Determine if the State Board of Equalization had prior knowledge of the error(s),
which could entitle the City to collect revenue from additional periods.
b) Monitor and analyze the quarterly distribution reports with a focus on the following:
i) Accounts with previously reported point -of -sale distribution errors to ensure that
corrections are made for current quarters and all eligible previous quarters.
ii) Major accounts comprising 90% or more of the City's total sales and use tax revenue
to identify any irregularities or unusual deviations from the normal pattern (e.g.
negative funds transfers, significant decreases, unusual increases, etc.) and ensure that
the City is not receiving less revenue than it is entitled to receive.
c) Identify opportunities for the City to recover the local allocation on purchase transactions
subject to tax and facilitate the recovery of such funds.
d) Assist the City with strategies to preserve and enhance sales and use tax generated by existing
businesses within the City.
3) ADDITIONAL SERVICES
Consultant shall, at the request of the City:
a) Work with the City and Redevelopment Agency staff on questions related to proper tenant
mix for maximum sales tax returns;
b) Advise City business license staff on utilization of reports to enhance business license
collection efforts;
c) Train internal staff in the fundamentals of sales tax auditing should the City opt to resume
responsibility for future follow up..
d) Any software offered as part of Section 1 of the Scope of Services, should meet the following
basic specifications:
i) SQL Server Database format
ii) VMWare Virtual Server Compatible
iii) Window GUI or Web -based interface
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EXHIBIT "A"
C. CITY'S DUTIES AND RESPONSIBILITIES:
1. The City shall adopt a resolution in a form acceptable to the State Board of Equalization and in
compliance with Section 7056 of the Revenue and Taxation Code, authorizing the Consultant to
examine the confidential sales tax records of the City.
2. The City shall provide any information or assistance that may readily be available such as business
license records, which identify owners and telephone numbers of specific businesses within the
City and copies of monthly sales tax allocation reports received from the Board of Equalization.
D. WORD PROGRAM/PROJECT SCHEDULE:
To be determined.
3/31/10 3 of 3
EXHIBIT "B"
Payment Schedule
1. Charges for time during travel are normally not reimbursable and will only be paid if
such time is actually used in performing services for CITY or as otherwise arranged with CITY.
2. CONSULTANT shall be entitled to payments toward the fees set forth herein in
accordance with the following:
Fixed Fee of Two Thousand Four Hundred Dollars ($2,400.00) per quarter for basic services including
ongoing analysis, reports, legislative support and unlimited access to HdL's team members for sale and
use tax related questions, as well as training and support for internal implementation of a program of use
tax maximization.
In addition to the fixed fee, Hinderliter, de Llamas and Associates (HdL) shall charge a fee of 15% of all
new sales and use tax revenue received by the City (including reimbursement from the Sales and Use Tax
Compensation Fund outlined in Section 97.68 of the Revenue and Taxation Code) as a result of audit and
recovery work performed by the firm. This audit fee applies to monies received in the first eight
consecutive reporting quarters beginning with the receipt of the audit revenue and includes retroactive
back quarter adjustments obtained by the firm.
Total fees shall not exceed 'twenty Five Thousand Dollars ($25,000.00) for the term of the contract.
Consultant agrees to inform the City when Consultant is at the point of reaching the maximum
limit per year. Consultant shall not continue with any work effort over the amount of the
maximum limit per year unless first authorized in writing by the City authorized representative(s).
Audit fees are billed only after completion of the audit, submittal of corrections to the State Board of
Equalization and receipt of revenues by the city.
Bills are submitted only for recoveries previously approved by the city on a Work Authorization Form.
HdL does not bill a city for audit revenues until the client has actually received said monies. Further, if
during the billing cycle, a taxpayer receives a refund for overpayment of taxes generated during that
cycle, HdL credits back any proportionate share of the fee that may have been levied.
100% of all new revenue generated by HdL flows to the City after the completion of the eight quarters.
The fee constitutes the full reimbursement to HdL and covers all direct and indirect costs incurred by the
firm under this contract. This includes all salaries of our employees, travel expenses and service
contracting costs as well as the software to be delivered to the City of Huntington Beach under this
proposal.
Invoices are submitted quarterly after the city has received the revenue from the audit correction. The
invoice includes a printout showing the name, address, and sales tax registration number of each
company, and the specific amount of revenue allocated by the State Board of Equalization to the City for
those businesses.
3/31/10 1 of 2
If a misallocation correction involves additional revenue from a company that had already been partially
allocating revenues to the City, the City and HdL will agree in a Work Authorization, prior to billing, the
methodology for identifying the incremental revenue attributable to HdL's work.
3. Delivery of work product: A copy of every memorandum, letter, report, calculation and
other documentation prepared by CONSULTANT shall be submitted to CITY to demonstrate progress
toward completion of tasks. In the event CITY rejects or has comments on any such product, CITY shall
identify specific requirements for satisfactory completion.
4. CONSULTANT shall submit to CITY an invoice for each progress payment due. Such
invoice shall:
1) Reference this Agreement;
2) Describe the services performed;
3) Show the total amount of the payment due;
4) Include a certification by a principal member of CONSULTANT's firm that the
work has been performed in accordance with the provisions of this Agreement;
and
5) For all payments include an estimate of the percentage of work completed.
Upon submission of any such invoice, if CITY is satisfied that CONSULTANT is making
satisfactory progress toward completion of tasks in accordance with this Agreement, CITY shall approve
the invoice, in which event payment shall be made within thirty (30) days of receipt of the invoice by
CITY. Such approval shall not be unreasonably withheld. If CITY does not approve an invoice, CITY
shall notify CONSULTANT in writing of the reasons for non -approval and the schedule of performance
set forth in Exhibit "A" may at the option of CITY be suspended until the parties agree that past
performance by CONSULTANT is in, or has been brought into compliance, or until this Agreement has
expired or is terminated as provided herein.
5. Any billings for extra work or additional services authorized in advance and in writing by
CITY shall be invoiced separately to CITY. Such invoice shall contain all of the information required
above, and in addition shall list the hours expended and hourly rate charged for such time. Such invoices
shall be approved by CITY if the work performed is in accordance with the extra work or additional
services requested, and if CITY is satisfied that the statement of hours worked and costs incurred is
accurate. Such approval shall not be unreasonably withheld. Any dispute between the parties concerning
payment of such an invoice shall be treated as separate and apart from the ongoing performance of the
remainder of this Agreement.
3/31/10 2 of 2
U INSURANCE AND INDEMNIFICATION WAIVER
MODIFICATION
REQUEST
rd. E C E, � V'
1 . Requested by: Jim Slobojan MAY 1 1 2010
2. Date: May 11, 2010
City of Hurrl`srigtan Beach
3. Name of contractor/permittee: Hinderliter, del -lamas & Associates city Attorney's office
4. Description of work to be performed: Municipal Sales tax and Use Tax Services
5. Value and length of contract: $25,000
6. Waiver/modification request: Their professional service liability deductible is $25,000,
City standards are $10,000
7. Reason for request and why it should be granted: They do have the city requirements of
$1 mil in coverage.
8. Identify the risks to the City in approving this waiver/modification: There would be no risk
for the City.
5; - A/ -
Departmen Head Signature Date:
APPROVALS
Approvals must be obtained in the order listed on this form. Two approvals are required.
�I for a request to be granted. Approval from the City Administrator's Office is only required if
Risk Management and Pe City Attorney's Office disagree.
1. ZApproved
k Management
❑ Denied
Signature Date
2. _ City Attorney's Office
pproved ❑ Denie %
Signature Date
3. City Administrator's Office
❑ Approved ❑ Denied
Signature Date
If approved, the completed waiver/modification request is to be submitted to the
City Attorney's Office along with the contract for approval. Once the contract has been approved,
this form is to be filed with the Risk Management Division of Administrative Services
ACORl�r�r CERTIFICATE OF LIABILITY INSURANCE
DATEIMMIDD(YYYY)
12102/2009
PRODUCER Phone: 949-580-1969
THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION
Pacific Partners Insurance Agency
ONLY, AND CONFERS NO RIGHTS UPON THE CERTIFICATE
25283 Cabot Road Suite 224
HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR
Laguna Hills, Ca 92653
- ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW.
License #: OE08522
INSURERS AFFORDING COVERAGE
� NAIC #
INSURED
.INSURER A: Hartford asualtv_Insurance CO
I29424
Hinderiiter, de Llamas &_Asscociates & HdL Softw
reyr[ELC_ Prop& Cas Insurance Company o4 Hartford_
3344690 . .
1340 VALLEY VISTA DR STE 200
INSURERC. HARTFORD CASUALTY INSURANCE CO
29424
DIAMOND BAR, CA 91765
INSURER Hartford Insurance Co of the Midwest
120605
INSURERE. TWIN CITY FIRE INSURANCE. COMPANY
129459.
COVERAGES
THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED.TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED, NOTWITHSTANDING
ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR
MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH
POLICIES, AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS.
INSR
LTR
ADO'
NS DI
-I 9 R c
-
POLICY. NUMBER
POLICY EFFECTNE
OAT MMIODiYY
PODGY EXPIRATION
A E - tP
LIMITS
A
Y
GENERAL LIABILITY
{ COMMERCIAL GENERAL LIABILITY
CLAIMS MADE ?TOCCUR
72SBATV4596
11/15/2009
11/15/2010
EACH OCCURRENCE
S 2.000,000
DAK WGE"IO R N Eta
PREMISES Ma occurence
S 300 000
_
-MED EXP (Any one person)
S 10,000
.PERSONAL _&-AAV INJURY
15 2s0000�000
1{
`GENERAL AGGREGATE
I S. 4 000,000
GEN'L AGGREGATE LIMIT APPLIES PER;
X i POLICY[I PERLOC
PRODUCTS. COMPIOPAGG
S 4,00,0,000
B
Y
AUTOMOBILE
LIABILITY
ANYAUTO(Ea
72UECJ04544
11/1612009
11/15/2010
COMBINED SINGLE LIMIT
accidenp
S 1,000,000
�(
ALL
CHEDUOWNED DAUTOS
-SGHEDULEO AUTOS
ePer irscn)
iPer Parson)
I ..
L.I�
X
X
HIREDAUTOS
NON-OWNEDAUTOS
y r
P4 �
it
EODILY INJURY
(Per accident)VED
S .
PROPERTY DAMAGE
(Pe}acclde"l)
'
GARAGE LIABILITY
CM yq
AUTO ONLY - EA ACCIDENT
S
'
RANY AUTO
OTHER THAN EA ACC:
AUTOONLY: AGG
'S
-S-
C
Y
EXC_£SSIUMBRELLALIASILITY
OCCUR GLAINIS MADE
72SBATV4596
11/1512009-
11/1.512010
EACH OCCURRENCE-
S, 1,000,000
AGGREGATE
s.,-1,000,000 _
S
j( DEDUCTIBLE
5
P,E7EClTIO}J S 10000
D
WORKERS COMPENSATION AND
72WECTZ0797
11/15/2001
1111512010
X iTIAty7tITS I R
EMPLOYERS' LIABILITY-
ANY PROPRIETORMARTNERJEXECUTIVE
OFFICERIMEMBER EXCLUDED7
If yos, doscribe under
SPECIAL.PROVISIONS bolow
E.L. EACH ACCIDENT
S 1Q00 000
EL`DISEASE-EA EIr PLOYE
,_..... ..... „.......�S
E.L. DISEASE - POLICY LIMIT
1 000,000
._-. .........
S 1 000 000
OTHER
E
Professional Liab:
OIOPGO246728
11115/2009
11/15120110
OCCIAgg
1,000,000
DESCRIPTION OF OPERATIONS i LOCATIONS / VEHICLES } EXCLUSIONS ADDED BY ENDORSEMENT 1 SPECIAL PROVISIONS
'10 days notice for non-payment of premium.
The.City of Huntington Beach, Its officers, elected or appointed officials, employess, agents and volunteers are named as additional
insured in regards to general liability for ongoing and included within the products completed operations hazards per business
liability form SS0008. And in regards to auto liability per endorsement.
Professional liability deductible - $25,000
2004 Acura TSX Sedan 4 DR VIN# JH4CL95894CO26302 Comp/Collision $5001$500E
City -of'HUntington,,� Beech -
Attn: Risk Managment
2000 Main Street
Huntington Beach, CA 92648
25(200110B)
t. HNU
SHOULD ANY OF -THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION
DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL 30* DAYS WRITTEN
NOTICE TO THE CERTIFICATE HOLDER_ NAMED TO THE LEFT, BUT FAILURE To DO SO SHALL
IMPOSE ND -OBLIGATION OR -LIABILITY -OF ANY KIND UPON THE INSURER, ITS AGENTS OR
REPRESENTATIVES.
OACORD CORPORATION 1988
Printed by BBB on December 02, 2009 at 10:21AM
If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. A statement
on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s).
If SUBROGATION IS WAiVED, subject to the terms and conditions of the policy, certain policies may
require an endorsement. A statement on this certificate does not confer rights to the certificate
holder in lieu of such endorsement(s).
DISCLAIMER
The Certificate of Insurance on the reverse side of this form does not constitute a contract between
the issuing insurer(s), authorized representative or producer, and the certificate holder, nor does it
affirmatively or negatively amend, extend or alter the coverage afforded by the policies listed thereon.
12001108)
Printed by BBB on December 02, 2009 at 10:21AM
SPECTRUM POLICY DECLARATIONS (Continued)
POLICY NUMBER: 72 SBA TV4596
Form Numbers of Forms and Endorsements that apply;
SS
00
01
04
93
SS
00
05
12
06
SS
00
07
07
05
SS
00
08
04
05
SS
00
39
04
04
SS
00
45
12
06
SS
84
31
09
07
SS
64
32
09
07
SS
01
21
07
03
SS
04
15
01
05
SS
04
19
07
05
SS
04
22
07
05
SS
04
30
07
05
SS
04
39
07
05
SS
04
41
07
05
SS
04
42
09
07
SS
04
44
07
05
SS
04
45
07
05
SS
04
46
07
05
SS
04
47
04
09
SS
.04
52
09
07
ss
04
78
07
05
SS
04
80
03
00
SS
04
86
03
06
SS
40
OS
09
07
SS
40
18
07
05
SS
40
58
04
05
SS
40
93
07
05,
SS
41
12
12
07
IH
10
01
09
86
SS
05
15
03
00
SS
05
18
07
92
SS
05
47
09
01
SS
50
19
01
08
IH
99
40
04
09
IH
99
41
04
09
SX
80
01
06
97
ss
38
25
1,2
07
SS
38
73
09
0,7
SS
63
76
01
68
1H
12
00
11
85 ADDITIONAL
INSURED
- PERSON -ORGANIZATION
Form SS 00 02 12 06
Process mate: 09/03/09
Page 009
Policy Expiration Date: 11/15/10
qJV €'4 CITY
•` s I'd N •. N BEACH
H
Professional Service Approval Form
Wit,AR-
Date: 3/31/2010 Project Manager Name: Jim Slobojan
Requested by Name if different from Project Manager:
Department: Finance
PARTS I OF THE PROFESSIONAL SERVICES CONTRACTS APPROVAL FORM MUST BE
COMPLETED BY THE REQUESTING DEPARTMENT AND SIGNED BY THE CITY
ADMINISTRATOR, FOR APPROVAL, BEFORE PROCEEDING WITH THE SOLICITATION OR
CONTRACT PROCESS. PART I MUST BE FILED WITH ALL APPROVED CONTRACTS.
1) Briefly provide the purpose for the agreement:
Provide Municipal Sales Tax and Use Tax Services
2) Estimated cost of the services being sought: $ 25,000.00
3) Are sufficient funds available to fund this contract? ® Yes ❑ No
4) Is this contract generally described on the list of professional service contracts approved by the
City Council? If the answer to this question is "No," the contract will require approval from the
City Council.) ® Yes❑ No
5) Business Unit and Object Code where funds are budgeted: 10035205.69365.
6) Check below how the services will be obtained:
® A Bid solicitation process in accordance to the MC 3.03.060 procedures will be conducted.
❑ MC 3.03.08(b) — Other Interagency Agreement procedure will be utilized.
❑ MC 3.03.08 — Contract Limits of $30,000 or less exempt procedure will be utilized.
Z6
Department Head Signature
APPROVED DENIED- K
❑
Ci inistrator's Signature
4 L,-1 Director of Finance's Initials
0 Date
`/ // r%
Date
Date
Deputy City Administrator's Initials
Date
CITY OF
_ ti 4 N ( t,t BEACH
Professional Service Approval Form
f x'
Date: 3/31/2010 Project Manager: Jim Slobojan
Requested by Name if different from Project Manager:
Department: Finance
PARTS I & II OF THE PROFESSIONAL SERVICES CONTRACTS APPROVAL FORM MUST BE
COMPLETED BY THE REQUESTING DEPARTMENT AND SIGNED FOR APPROVAL. PART l
& I/ MUST BE FILED WITH ALL APPROVED CONTRACTS.
1) Name of consultant: Hinderliter, de Llamas and Associates
2) Contract Number: FIN 010 017 00
(Contract numbers are obtained through Finance Administration)
3) Amount of the contract: $ 25,000.00
4) Is this contract less than $50,000? ® Yes ❑ No
5) Does this contract fall within $50,000 and $100,000? ❑ Yes ® No
6) Is this contract over $100,000? ❑ Yes ® No
(Note: Contracts requiring City Council Approval need to be signed by the Mayor and
City Clerk. Make sure the appropriate signature page is attached to the contract.)
7) Were formal written proposals requested from at least three available qualified
consultants? fN Yes 1�( Noc-�2.30�
8) Attach a list of consultants from whom proposals were requested (including a contact
telephone number.)
9). Attach Exhibit A, which describes the proposed scope of work.
10) Attach Exhibit B, which describes the payment terms of the contract.
v
Director of Finance (or designee) Signature Date